第二届监事会第七次会议决议公告 证券代码：603049 证券简称：中策橡胶 公告编号：2025-026 中策橡胶集团股份有限公司 本公司监事会及全体监事保证本公告内容不存在任何虚假记载、误导性陈 述或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 一、监事会会议召开情况 中策橡胶集团股份有限公司（以下简称"公司"）2025 年 8 月 19 日在公司 会议室召开第二届监事会第七次会议。本次会议的会议通知已于 2025 年 8 月 8 日通过邮件、电话等形式发出，本次会议采取现场结合通讯方式召开，由监事会 主席徐筝女士主持，本次会议应到监事 3 名，实到 3 名。本次会议的召开符合有 关法律、行政规章、部门规章、规范性文件和《公司章程》的有关规定，会议决 议合法有效。经与会监事认真审议，通过以下议案： 二、监事会会议审议情况 1、审议及通过了《关于 2025 年半年度报告及摘要的议案》 监事会认为：公司董事会编制和审议公司《2025 年半年度报告》及《2025 年半年度报告摘要》的程序符合法律法规、中国证监会和上海证券交易所的相关 规定，报告内容真实、准确、完整地反映了公司 2025 年半年度的实 ...

中策橡胶集团股份有限公司（以下简称"公司"或"中策橡胶"）于 2025 年 8 月 19 日在公司会议室召开第二届董事会第十次会议。本次会议的会议通知 已于 2025 年 8 月 8 日通过邮件、电话等形式发出，本次会议采取现场结合通讯 方式召开，由董事长沈金荣先生主持，本次会议应到董事 12 名，实到 12 名。本 次会议的召开符合有关法律、行政法规、部门规章、规范性文件和《公司章程》 的有关规定，会议决议合法有效。经与会董事认真审议，形成以下决议： 二、董事会会议审议情况 第二届董事会第十次会议决议公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈 述或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 一、董事会会议召开情况 证券代码：603049 证券简称：中策橡胶 公告编号：2025-025 中策橡胶集团股份有限公司 表决结果：同意 12 票、反对 0 票、弃权 0 票。 表决结果：同意 12 票、反对 0 票、弃权 0 票。 特此公告。 中策橡胶集团股份有限公司董事会 2025 年 8 月 20 日 具体内容详见公司在上海证券交易所网站（www.sse.com.cn） ...

Group 1 - The core viewpoint of the report is that Zhongce Rubber (603049.SH) is rated as a "buy" with a target price of 59.54 yuan, reflecting strong growth potential [2] - The company's performance has significantly improved, indicating robust financial health and operational efficiency [2] - The gross margin for semi-steel tires continues to rise, enhancing the company's profitability [2] - There is a persistent supply-demand gap in tire products, which positions the company to expand its domestic market leadership and increase its overseas market share [2]

| 代码 | 简称 | 发行日期 | 发行总量（万股） | 发行价（元） | 募集资金（亿元） | | --- | --- | --- | --- | --- | --- | | 600930 | 华电新能 | 2025.07.07 | 571428.57 | 3.18 | 181.71 | | 603049 | 中策橡胶 | 2025.05.23 | 8744.86 | 46.50 | 40.66 | | 603202 | 天有为 | 2025.04.14 | 4000.00 | 93.50 | 37.40 | | 688729 | 屹唐股份 | 2025.06.27 | 29556.00 | 8.45 | 24.97 | | 688775 | 影石创新 | 2025.05.30 | 4100.00 | 47.27 | 19.38 | | 920029 | 开发科技 | 2025.03.18 | 3848.67 | 30.38 | 11.69 | | 688545 | 兴福电子 | 2025.01.13 | 10000.00 | 11.68 | 11.68 | | 301275 | 汉朔科技 | 2025. ...

Core Viewpoint - Zhongce Rubber (603049) reported a revenue of 21.855 billion yuan for the first half of 2025, marking an 18.02% year-on-year increase, while the net profit attributable to shareholders decreased by 8.56% to 2.322 billion yuan [1] Group 1: Financial Performance - The company achieved an operating income of 21.855 billion yuan, reflecting an 18.02% growth compared to the previous year [1] - The net profit attributable to shareholders was 2.322 billion yuan, which represents a decline of 8.56% year-on-year [1] - Basic earnings per share stood at 2.90 yuan [1] Group 2: Market Performance - Both domestic and international markets experienced rapid revenue growth during the reporting period [1] - The domestic market saw significant revenue growth, driven by enhanced competitiveness of the company's all-steel tire products and ongoing efforts in the new energy sector [1] - The company expanded its overseas customer base, maintaining strong customer loyalty and achieving continuous revenue growth from international markets [1]

Core Insights - The company reported a revenue of 21.855 billion yuan for the first half of 2025, representing a year-on-year growth of 18.02% [1] - The net profit attributable to shareholders was 2.322 billion yuan, with a net profit excluding non-recurring gains and losses of 2.267 billion yuan, reflecting a year-on-year increase of 5.72% [1] - The basic earnings per share stood at 2.90 yuan, indicating a solid financial performance [1] Revenue and Profit Analysis - The company's sales revenue increased by 18.02% year-on-year, driven by a favorable order situation and expanded production and sales scale [1] - The growth in net profit, although lower than revenue growth, still indicates a positive trend in profitability [1]

Core Viewpoint - Zhongce Rubber (603049.SH) reported a strong revenue growth of 18.02% year-on-year, despite a decline in net profit attributable to shareholders by 8.56% [1] Financial Performance - The company's operating revenue reached 21.855 billion yuan, marking an 18.02% increase compared to the previous year [1] - Net profit attributable to shareholders was 2.322 billion yuan, which represents a decrease of 8.56% year-on-year [1] - The net profit excluding non-recurring gains and losses was 2.267 billion yuan, showing a growth of 5.72% [1] - Basic earnings per share stood at 2.9 yuan [1] Operational Highlights - The company experienced a favorable order situation, leading to an expansion in production and sales scale [1] - Sales revenue increased significantly, reflecting the company's strong market demand [1]

Meeting Details - The second extraordinary general meeting of shareholders was held on August 18, 2025, at the company's headquarters in Hangzhou, Zhejiang Province [1] - The meeting was presided over by Chairman Shen Jinrong, and voting was conducted through a combination of on-site and online methods, complying with the Company Law and Articles of Association [1] Attendance - All 12 serving directors and 3 serving supervisors attended the meeting, along with the Vice General Manager and Board Secretary Shen Haoyu [2] - Other senior management personnel were present as attendees [2] Resolutions Passed - The following proposals were approved: 1. Change of part of the fundraising purpose [2] 2. Conducting raw material futures hedging business [2] 3. Conducting foreign exchange derivative hedging business [2][3] - Separate voting was conducted for the proposals concerning minority investors [3] Legal Verification - The meeting was witnessed by Zhejiang Tiance Law Firm, with lawyers Zhang Jie and Tang Mingliang confirming the legality and validity of the meeting procedures and voting results [3]

Core Viewpoint - The legal opinion letter from Zhejiang Tiance Law Firm confirms the legality and validity of the procedures, qualifications, and voting results of the second extraordinary general meeting of shareholders for Zhongce Rubber Group Co., Ltd. in 2025 [1][8]. Group 1: Meeting Procedures - The extraordinary general meeting was proposed and convened by the board of directors, with the notice published on July 26, 2025 [2][3]. - The meeting utilized a combination of on-site and online voting methods, with specific time slots for online voting [3]. - The meeting was chaired by the company's chairman, and all procedures adhered to legal and regulatory requirements [4][5]. Group 2: Attendance and Voting Qualifications - Participants included all shareholders registered with the company's Shanghai branch, with the option to appoint proxies who do not need to be shareholders [5]. - A total of 10 shareholders attended the meeting in person, representing 51,028.4678 million shares, approximately 58.35% of the total share capital [5]. - Online voting included 1,028 shareholders, representing 27,980.3418 million shares, about 32.00% of the total share capital [5]. Group 3: Voting Procedures and Results - The voting process followed the stipulated legal and regulatory framework, combining on-site and online voting [6][8]. - The voting results showed overwhelming support for the proposals, with 789,122,844 shares in favor, 916,252 against, and 49,000 abstentions, equating to 99.88% approval [7]. - The results for small shareholders were also favorable, with 96.25% approval for the first proposal [7]. Group 4: Conclusion - The legal opinion concludes that the meeting's convening, participant qualifications, and voting procedures were in compliance with relevant laws and the company's articles of association, rendering the voting results valid [8].

Meeting Overview - The shareholders' meeting of Zhongce Rubber Group Co., Ltd. was held on August 18, 2025, at the company's headquarters in Hangzhou, Zhejiang Province [1] - The meeting was presided over by Chairman Shen Jinrong, and the voting method combined on-site and online voting, complying with the Company Law and the Articles of Association [1] Voting Results - All non-cumulative voting proposals were approved with significant support from shareholders, including: - Proposal 1: 789,122,844 votes in favor (99.8778%), 916,252 votes against (0.1159%), and 49,000 abstentions (0.0063%) [1] - Proposal 2: 789,579,344 votes in favor (99.9356%), 464,952 votes against (0.0588%), and 43,800 abstentions (0.0056%) [1] - Proposal 3: 789,555,744 votes in favor (99.9326%), 490,352 votes against (0.0620%), and 42,000 abstentions (0.0054%) [1] Legal Compliance - The meeting's convening and voting procedures were confirmed to be in accordance with legal and regulatory requirements, as verified by lawyers Zhang Jie and Tang Mingliang [2]